Offers & due diligence

The Top Ten Ways to Avoid Wrecking a Deal

Ten habits that keep a business sale on track, from the day you decide to sell to the day the funds arrive.

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By Michael D. Rubin, CEO & Founder · Updated September 2026 · 698 words

Most deals are wrecked by the people in them rather than by the market, and ten habits keep a sale on track: protect confidentiality, prepare early, price realistically, keep the business running, create competition, anticipate the lender's needs, stay flexible, negotiate rather than dictate, keep momentum and stay involved through the transition. Here is what each one looks like in practice, in the order you will meet them.

None of these requires special talent. They require discipline over several months, while you are also running a company, which is exactly why owners slip on them.

Before you go to market

A realistic price is not a low price. For companies with $3 million to $100 million in revenue, buyers most often pay three to seven times adjusted EBITDA, and where you land depends on growth, customer mix, management depth and risk. A business valuation tells you which part of that range your company supports today, and it gives you an answer when a buyer challenges the number. The first three habits are set before any buyer hears about the company.

  • 1. Protect confidentiality. Decide who needs to know, which is very few people, and make sure no buyer learns your name before signing an NDA.
  • 2. Prepare well in advance. Have several years of financial statements, tax returns, contracts, leases and corporate records organized before the first buyer asks for them.
  • 3. Price it realistically. An inflated asking price shrinks the pool of serious buyers and makes you look uninformed to the ones who remain.

While the company is being marketed

Competition has to be created with care. Buyers should know others are interested without receiving each other's details or feeling played, and the timetable should give each of them a fair chance to make its best offer. Our answer on creating competitive tension without publicly listing the company explains how that is done quietly. Three habits matter most during marketing.

  • 4. Keep running the business. Operate as if the company may never sell. A dip in results during the process is the most common opening for a buyer to revisit the price.
  • 5. Create competition. One interested buyer is a negotiation with yourself. Several at once, each aware that others are looking, is how price and terms improve.
  • 6. Anticipate the lender's needs. Buyers using bank financing will need equipment lists, appraisals, environmental information and more, so have them ready before they are requested.

During negotiation

It helps to have someone else at the table. An advisor can say no firmly without damaging the relationship you will need during the transition, can test a buyer's flexibility without revealing yours, and can tell you honestly when a point is worth holding and when it is not. Two habits decide how negotiation goes.

  • 7. Stay flexible. No seller gets every term. Decide in advance which points are essential and which can be traded.
  • 8. Negotiate, do not dictate. An owner used to having the last word can drive a buyer away by fighting every clause. Every concession should buy something back.

Through closing and after

Your role after closing is negotiated like any other term. Agree on its length, duties and pay before signing, so the transition helps both sides rather than becoming a new dispute. The last two habits carry the deal over the line.

  • 9. Keep momentum. Deals that stall tend to die. Answer requests quickly, set deadlines for each stage and keep your attorney and CPA on the same schedule as the buyer's team.
  • 10. Stay involved in the transition. A willingness to train the new owner and introduce key customers builds trust, and buyers value a company whose seller will help it succeed.

How we keep deals intact

MDR & Associates builds these habits into every sale. Buyers see a blind profile, sign an NDA and complete a financial profile before learning who you are. We negotiate multiple letters of intent at the same time, and a principal of the firm is in every negotiation, so you can keep your attention on running the company. Our ten-step process shows how the stages fit together, and the free valuation snapshot is the quickest way to start.

Questions owners ask next

Which of these mistakes is hardest to fix once the sale has started?

Usually confidentiality and preparation. A leak cannot be undone, and missing or inconsistent records take time to rebuild while a buyer waits. Price and flexibility can be adjusted during the process; a breach of confidentiality, or a buyer's lost trust in your numbers, is much harder to recover from.

How do I create competition if only one buyer is interested?

Keep talking to others before committing to exclusivity. Reaching more buyers, including private equity groups and companies in neighboring markets, often turns up interest a single inquiry did not. If only one buyer remains, your leverage comes from preparation, a supportable price and your willingness to wait.

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